Common use of Direct License Clause in Contracts

Direct License. If SAP grants the Use rights for the Software directly to an End User, Partner must comply with the following provisions set out in this Article 8 no. 1 (Direct License): a) Partner must inform the End User of and include express provisions in its agreement with the End User stating that: i. the use of the Software is subject to the terms and conditions of the XXXX Acceptance Form, the XXXX and the SUR; ii. SAP will neither deliver any Software nor the applicable license keys until SAP received End User’s duly signed XXXX Acceptance Form; and iii. XXX has the right not to grant a license as long as any of the adverse conditions as set out in this Article 8 (License) no. d) to f) is present. b) Partner must ensure that: i. each End User accepts the then-current license terms by signing the then-current XXXX Acceptance Form; and ii. the person signing the XXXX Acceptance Form is duly authorized to represent and has the full legal capacity to legally bind the End User. c) When Partner submits a Software order, Partner must also submit a copy of the XXXX Acceptance Form signed by the End User for whom the Software is ordered. SAP will provide the means to attach, upload or otherwise submit a signed copy of the XXXX Acceptance Form together with the Software order in the order process. If required in the country of the relevant End User, SAP will provide an address to which an originally signed copy of the XXXX Acceptance Form by the End User must be sent. d) Partner is prohibited from making any changes to the XXXX Acceptance Form, the XXXX and the SUR but may have to insert certain additionally required information into the XXXX Acceptance Form. Partner must further ensure that End User does not change the XXXX Acceptance Form, the XXXX and the SUR. e) If the relevant End User has not duly signed the XXXX Acceptance Form or if the content of the XXXX Acceptance Form, the XXXX and/or the SUR was unduly changed or is incomplete, SAP will not accept the corresponding Software order for such End User and will, thus, neither deliver any Software nor the applicable license keys. Partner will indemnify SAP against any and all losses, actions, claims, expenses, demands and liabilities which may be incurred by or made against SAP if the XXXX Acceptance Form, the XXXX and/or the SUR were unduly changed or are incomplete. f) SAP's obligation to grant license rights to an End User is suspended where and for as long as certain adverse conditions are present as provided for in Article 6 (SAP’s obligation to deliver) of Part 1 of the PartnerEdge GTCs.

Direct License. If SAP grants the Use rights for the Software directly to an End User, Partner must comply with the following provisions set out in this Article 8 no. 1 (Direct License): a) Partner must inform the End User of and include express provisions in its agreement with the End User stating that: i. the use of the Software is subject to the terms and conditions of the XXXX Acceptance Form, the XXXX and the SUR; ii. SAP will neither deliver any Software nor the applicable license keys until SAP received End User’s duly signed XXXX Acceptance Form; and iii. XXX has the right not to grant a license as long as any of the adverse conditions as set out in this Article 8 (License) no. d) to f) is present. b) Partner must ensure that: i. each End User accepts the then-current license terms by signing the then-current XXXX Acceptance Form; and ii. the person signing the XXXX Acceptance Form is duly authorized to represent and has the full legal capacity to legally bind the End User. c) When Partner submits a Software order, Partner must also submit a copy of the XXXX Acceptance Form signed by the End User for whom the Software is ordered. SAP will provide the means to attach, upload or otherwise submit a signed copy of the XXXX Acceptance Form together with the Software order in the order process. If required in the country of the relevant End User, SAP will provide an address to which an originally signed copy of the XXXX Acceptance Form by the End User must be sent. d) Partner is prohibited from making any changes to the XXXX Acceptance Form, the XXXX and the SUR but may have to insert certain additionally required information into the XXXX Acceptance Form. Partner must further ensure that End User does not change the XXXX Acceptance Form, the XXXX and the SUR. e) If the relevant End User has not duly signed the XXXX Acceptance Form or if the content of the XXXX Acceptance Form, the XXXX and/or the SUR was unduly changed or is incomplete, SAP will not accept the corresponding Software order for such End User and will, thus, neither deliver any Software nor the applicable license keys. Partner will indemnify SAP against any and all losses, actions, claims, expenses, demands and liabilities which may be incurred by or made against SAP if the XXXX Acceptance Form, the XXXX and/or the SUR were unduly changed or are incomplete. f) SAP's obligation to grant license rights to an End User is suspended where and for as long as certain adverse conditions are present as provided for in Article 6 (SAP’s obligation to deliver) of Part 1 of the PartnerEdge GTCs.GTCs.‌

Direct License. If SAP HASHCASH grants the Use rights for the Software directly to an End User, Partner must comply with the following provisions set out in this Article 8 no. 1 (Direct License): a) Partner must inform the End User of and include express provisions in its agreement with the End User stating that: i. the use of the Software is subject to the terms and conditions of the XXXX Acceptance Form, the XXXX and the SUR; ii. SAP HASHCASH will neither deliver any Software nor the applicable license keys until SAP HASHCASH received End User’s duly signed XXXX Acceptance Form; and iii. XXX HASHCASH has the right not to grant a license as long as any of the adverse conditions as set out in this Article 8 (License) no. d) to f) is present. b) Partner must ensure that: i. each End User accepts the then-current license terms by signing the then-current XXXX Acceptance Form; and ii. the person signing the XXXX Acceptance Form is duly authorized to represent and has the full legal capacity to legally bind the End User. c) When Partner submits a Software order, Partner must also submit a copy of the XXXX Acceptance Form signed by the End User for whom the Software is ordered. SAP HASHCASH will provide the means to attach, upload or otherwise submit a signed copy of the XXXX Acceptance Form together with the Software order in the order process. If required in the country of the relevant End User, SAP HASHCASH will provide an address to which an originally signed copy of the XXXX Acceptance Form by the End User must be sent. d) Partner is prohibited from making any changes to the XXXX Acceptance Form, the XXXX and the SUR but may have to insert certain additionally required information into the XXXX Acceptance Form. Partner must further ensure that End User does not change the XXXX Acceptance Form, the XXXX and the SUR. e) If the relevant End User has not duly signed the XXXX Acceptance Form or if the content of the XXXX Acceptance Form, the XXXX and/or the SUR was unduly changed or is incomplete, SAP HASHCASH will not accept the corresponding Software order for such End User and will, thus, neither deliver any Software nor the applicable license keys. Partner will indemnify SAP HASHCASH against any and all losses, actions, claims, expenses, demands and liabilities which may be incurred by or made against SAP HASHCASH if the XXXX Acceptance Form, the XXXX and/or the SUR were unduly changed or are incomplete. f) SAPHASHCASH's obligation to grant license rights to an End User is suspended where and for as long as certain adverse conditions are present as provided for in Article 6 (SAPHASHCASH’s obligation to deliver) of Part 1 of the PartnerEdge PartnerPro GTCs.

Direct License. If SAP grants the Use rights for the Software directly to an End User, Partner must comply with the following provisions set out in this Article 8 no. 1 (Direct License): a) Partner must inform the End User of and include express provisions in its agreement agreem ent with the End User stating that: i. the use of the Software is subject to the terms and conditions of the XXXX Acceptance Form, the XXXX and the SUR; ii. SAP will neither deliver any Software nor the applicable license keys until SAP received End User’s duly signed XXXX Acceptance Form; and iii. XXX has the right not to grant a license as long as any of the adverse conditions as set out in this Article 8 (License) no. d) to ftof) is present. b) Partner must ensure that: i. each End User accepts the then-current license terms by signing the then-current XXXX Acceptance Form; and ii. the person signing the XXXX Acceptance Form is duly authorized to represent and has the full legal capacity to legally bind the End User. c) When Partner submits a Software order, Partner must also submit a copy of the XXXX Acceptance Form signed by the End User for whom the Software is ordered. SAP will provide the means to attach, upload or otherwise submit a signed copy of the XXXX Acceptance Form together with the Software order in the order process. If required in the country of the relevant End User, SAP will provide an address to which an originally signed copy of the XXXX Acceptance Form by the End User must be sent. d) Partner is prohibited from making any changes to the XXXX Acceptance Form, the XXXX and the SUR but may have to insert certain additionally required information into the XXXX Acceptance Form. Partner must further ensure that End User does not change the XXXX Acceptance Form, the XXXX and the SUR. e) If the relevant End User has not duly signed the XXXX Acceptance Form or if the content of the XXXX Acceptance Form, the XXXX and/or the SUR was unduly changed or is incomplete, SAP will not accept the corresponding Software order for such End User and will, thus, neither deliver any Software nor the applicable license keys. Partner will indemnify SAP against any and all losses, actions, claims, expenses, demands and liabilities which may be incurred by or made against SAP if the XXXX Acceptance Form, the XXXX and/or the SUR were unduly changed or are incomplete. f) SAP's obligation to grant license rights to an End User is suspended where and for as long as certain adverse conditions are present as provided for in Article 6 (SAP’s obligation to deliver) of Part 1 of the PartnerEdge GTCs.